Hospitality Properties Trust (NYSE: HPT) today announced it has commenced a public offering of 8,000,000 common shares. HPT expects to use the net proceeds of this offering to repay amounts outstanding under its unsecured revolving credit facility and for general business purposes. It is contemplated that the underwriters will also be granted a 30-day option to purchase up to an additional 1,200,000 common shares.
The joint book-running managers for the common share offering are Citigroup, BofA Merrill Lynch and Morgan Stanley. The co-lead managers are Jefferies, RBC Capital Markets, UBS Investment Bank, and Wells Fargo Securities.
This press release is neither an offer to sell nor a solicitation of an offer to buy HPT common shares, nor shall there be any sale of these securities in any state or jurisdiction in which the offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction. The preliminary prospectus supplement relating to this offering and related prospectus are expected to be filed with the Securities and Exchange Commission (SEC) and copies may be obtained by contacting the offices of: Citigroup, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, telephone: (800) 831-9146; BofA Merrill Lynch, Attn: Prospectus Department, 222 Broadway, New York, NY 10038, email: firstname.lastname@example.org; or Morgan Stanley, Attn: Prospectus Department, 180 Varick Street, 2 nd Floor, New York, NY 10014, telephone: (866) 718-1649, email: email@example.com.
WARNING CONCERNING FORWARD LOOKING STATEMENTSTHIS PRESS RELEASE CONTAINS FORWARD LOOKING STATEMENTS WITHIN THE MEANING OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 AND OTHER SECURITIES LAWS. THESE FORWARD LOOKING STATEMENTS ARE BASED UPON HPT’S PRESENT BELIEFS AND EXPECTATIONS, BUT THESE STATEMENTS ARE NOT GUARANTEED. FOR EXAMPLE:
- ALTHOUGH THIS PRESS RELEASE REFERS TO AN OFFERING OF 8,000,000 COMMON SHARES, GREATER OR LESS THAN 8,000,000 COMMON SHARES MAY BE SOLD OR THIS OFFERING MAY BE WITHDRAWN.
- IF HPT AGREES TO SELL COMMON SHARES IN THE OFFERING, THE CLOSING OF THE OFFERING WILL BE SUBJECT TO VARIOUS CONDITIONS AND CONTINGENCIES AS ARE CUSTOMARY IN UNDERWRITING AGREEMENTS IN THE UNITED STATES. IF THESE CONDITIONS ARE NOT SATISFIED OR THE SPECIFIED CONTINGENCIES DO NOT OCCUR, THE SALE OF THE SHARES MAY NOT CLOSE.
- IF HPT AGREES TO SELL COMMON SHARES IN THE OFFERING, HPT’S CURRENT INTENT TO REPAY AMOUNTS OUTSTANDING UNDER ITS UNSECURED REVOLVING CREDIT FACILITY WITH THE PROCEEDS OF THE OFFERING WILL BE DEPENDENT ON THE CLOSING OF THE OFFERING AND MAY NOT OCCUR.
- THIS PRESS RELEASE STATES THAT THE UNDERWRITERS HAVE BEEN GRANTED AN OPTION TO PURCHASE UP TO AN ADDITIONAL 1,200,000 COMMON SHARES. AN IMPLICATION OF THIS STATEMENT MAY BE THAT THIS OPTION MAY BE EXERCISED IN WHOLE OR IN PART. IN FACT, HPT DOES NOT KNOW WHETHER THE UNDERWRITERS WILL EXERCISE THIS OPTION, OR ANY PART OF IT.